EXHIBIT
      10.14

    


    EMPLOYMENT
      AGREEMENT

    


    THIS
      EMPLOYMENT AGREEMENT, made this 11th day of April,
      2008
      , by and
      between Mach One Corporation, a Nevada corporation with its address at 6430
      Congress Drive, West Bend, WI 53095(hereinafter called “Company”), and
Dr.
      Peter Nash,
      an
      individual residing at 18811 Maple Leaf Drive, Eden Prairie, Minnesota 55346
      (hereinafter called “Employee”).

    


    WITNESSETH:

    


    WHEREAS,
      Employee wishes to enter into the employ of Company and Company wishes to employ
      Employee on the terms and conditions contained in this Agreement.

    


    NOW,
      THEREFORE, in consideration of the facts, mutual promises and covenants
      contained herein and intending to be legally bound hereby, Company and Employee
      agree as follows:

    


    1. Definitions.
      As used
      herein, the following terms shall have the meanings set forth below unless
      the
      context otherwise requires.

    


    “Affiliate”
shall
      mean a person who, (i) with respect to any entity, directly or indirectly
      through one or more intermediaries, controls, or is controlled by, or is under
      common control with, such entity; or (ii) with respect to Employee, is a parent,
      spouse or issue of Employee, including persons in an adopted or step
      relationship; or (iii) any other entity with which Employee has an affiliation
      as defined herein.

    


    “Base
      Compensation”
shall
      mean the annual rate of compensation set forth in Section 5.1, as such amount
      may be adjusted from time to time.

    


    “Board”
shall
      mean the Board of Directors of Company.

    


    “Business”
shall
      mean the business conducted by Company in the past and on the date of execution
      of this Agreement, and business activities under investigation or in
      developmental stages, all other business activities which flow therefrom by
      a
      reasonable expansion of the present activities of Company, all business
      activities which may be developed by Company during the period of Employee’s
      employment by Company, and all business activities now conducted by Company
      or
      any Affiliate thereof or which may be developed by Company or such Affiliates,
      during such period as reasonable expansions of their present
      activities.

    


    “Cause”
shall
      mean:

    


    a) Employee
      is convicted of a felony or a crime involving moral turpitude or has entered
      a
      plea of nolo contendere (or similar plea) to a charge of such an
      offense;

    


    b) Employee’s
      theft or embezzlement or attempted theft or embezzlement of money or tangible
      or
      intangible assets or property of the Company or its employees or business
      relations; 

    


      c) any
      act
      or acts of moral turpitude by Employee which negatively affects the interest,
      property, operations, business or reputation of the Company; 

    


    d) Employee
      is convicted of or successfully prosecuted for intentional violation of a
      federal, state or local law or regulation which conviction negatively affects
      the interest, property, operations, business or reputation of the
      Company;

    


    e) Employee
      uses alcohol or any unlawful controlled substance to an extent that it
      interferes on a continuing and material basis with the performance of Employee’s
      duties under the Agreement; alcoholism or substance addiction on the part of
      Employee.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    f) performance
      of duties in an grossly incompetent manner;

    


    g) any
      demonstrated act of fraud, misappropriation or personal dishonesty;

    


    h) gross
      negligence or willful misconduct;

    


    i) violation
      of any express direction of the Board of Directors or any supervisor of Employee
      or material violation of any rule, regulation, policy or plan established by
      Company from time to time regarding the conduct of its employees and/or its
      business, that is not an illegal act;

    


    j) material
      violations by Employee of Employee’s obligations hereunder that are demonstrably
      willful and deliberate on Employee’s part and are not remedied within a
      reasonable time period after receipt of written notice from
      Company;

    


    k) misrepresentation
      of a material fact or omission of information necessary to make the information
      supplied not materially misleading in any information provided by Employee
      to
      the Company or any representative of the Company ;

    


    l) Employee
      engages in the willful, unauthorized disclosure of confidential information,
      unless such disclosure was required by an order of a court having jurisdiction
      over the subject matter or a summons, subpoena or order in the nature thereof
      of
      any legislative body (including any committee thereof) or any governmental
      or
      administrative agency;

    


    m) the
      existence of any material conflict between the interests of Company and Employee
      of which Employee is aware, and which is not disclosed in writing by Employee
      to
      the Board and approved in writing by the authority of the Board;

    


    n) Employee
      violates Sections of this Agreement relating to non-competition; or

     

    “Confidential
      Information”
shall
      have the meaning specified in Section
      12.1
      hereof.

    


    “Disability”
shall
      mean Employee’s inability, for a period of three consecutive months, or a
      cumulative period of 75 business days (i.e., Mondays through Fridays, exclusive
      of days on which Company is generally closed for a holiday) out of a period
      of
      12 consecutive months, to perform the essential duties of Employee’s position,
      even taking into account any reasonable accommodation required by law, due
      to a
      mental or physical impairment which substantially limits one or more major
      life
      activity. Due to the nature of Employee’s position, Employee acknowledges that
      it would be an undue hardship on the Company if the time periods specified
      in
      the preceding sentence were longer.

    


    “Employment
      Year”
shall
      mean each twelve-month period, or part thereof, during which Employee is
      employed hereunder, commencing on the date of this Agreement, the first such
      subsequent Employment Year being the twelve-month period which will begin on
      January 1, 2008 or when Company first reaches one hundred thousand dollars
      in
      gross monthly sales, whichever occurs later.

    


    “Exchange
      Act”
shall
      mean the Securities Exchange Act of 1934, as amended, and the rules and
      regulations thereunder.

    


    “Restricted
      Area”
shall
      have the meaning specified in Section 12.1 hereof.

    


    “Restricted
      Period”
shall
      have the meaning specified in Section 12.2 hereof.

    


    “Subsidiary”
shall
      mean any corporation in which Company owns directly or indirectly 50% or more
      of
      the Voting Stock; or any other venture in which it owns 50% or more of the
      equity.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

       

    

    “Term
      of Employment”
shall
      mean the period specified in Section 4 hereof as such period may be extended
      pursuant to such Section and as
      the
      same may be terminated in accordance with this Agreement.

    


    “Voting
      Stock”
shall
      mean capital stock of any class or classes having general voting power under
      ordinary circumstances, in the absence of contingencies, to elect the directors
      of a corporation.

    


    2. Employment.
      Company
      hereby employs Employee and Employee hereby accepts employment by Company for
      the period and upon the terms and conditions specified in this
      Agreement.

    


    3. Office
      and Duties.

    


    3.1 Employee
      shall serve Company generally as Chief Scientific Officer and shall have such
      authority and responsibilities as Company may determine from time to time and
      consistent with such position. Employee shall perform any other duties
      reasonably required by Company and, if requested by Company, shall serve as
      an
      officer or director of Company or any Subsidiary without additional
      compensation.

    


    3.2 So
      long
      as Employee shall remain an employee of Company, Employee’s primary energy,
      skill and efforts shall be devoted to the performance of Employee’s duties
      hereunder in a manner which will faithfully and diligently further the business
      and interests of Company. Employee may engage in charitable, civic, fraternal
      and trade association activities that do not interfere with Employee’s
      obligations to Company, but Employee shall not work for any other business
      as an
      employee of such business.

    


    3.3 Employee
      shall render Employee’s service at Company’s principal executive office in the
      City of Newburg.
      

    


    4. Term.
      Employee
      shall be employed by Company for an initial Term of Employment of three
      (3)
      years, commencing on April
      11, 2008,
      and
      ending on April
      10, 2011, unless
      sooner terminated as hereinafter provided. Unless either party elects to
      terminate this Agreement at the end of the initial or any renewal term by giving
      the other party written notice of such election at least ninety (90) days before
      the expiration of the then current term, the Term of Employment shall be deemed
      to have been renewed for an additional term of one (1) year commencing on the
      day after the expiration of the then current term. 

    


    5. Compensation
      and Benefits.

    


    5.1 For
      all
      of the services rendered by Employee to Company, Employee shall receive:


    


    (i) Base
      Compensation at the gross annual rate (subject to authorized or legally required
      deductions and withholdings) of One
      Hundred and Thirty Thousand
      Dollars
      ($130,000),
      payable in installments in accordance with Company’s regular payroll practices
      in effect from time to time.

    


    5.2 In
      addition to the foregoing compensation, Company from time to time may pay
      Employee such bonuses or other additional compensation as Company may determine,
      but there is no agreement regarding any such additional payments, the existence
      and amounts of which shall be within Company’s sole discretion and may be
      changed or eliminated from time to time.

    


    6. Fringe
      Benefits.
      Employee
      shall be entitled to the benefits set forth in Exhibit “A” during the Term of
      Employment for so long as Employee’s employment with Company continues. In
      addition, Company will reimburse Employee for all reasonable and
      necessary expenses
      incurred by Employee in connection with the performance of Employee’s duties
      hereunder upon receipt of documentation therefor in accordance with Company’s
      regular reimbursement procedures and practices in effect from time to time.
      The
      Board of Directors from time to time may require prior approval for individual
      expense items in excess of pre-established aggregate amounts for a fixed period
      or in excess of pre-established amounts for any type of expenditure during
      any
      fixed period.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

       

    

    7. Disability.
      If
      Employee suffers a Disability, Company may terminate this Agreement at any
      time
      thereafter by giving Employee ten (10) days’ written notice of termination. Upon
      such termination, Company shall have no obligation to Employee for Base
      Compensation or other form of compensation or benefits to Employee, except
      as
      otherwise required by law, other than amounts accrued through the date of
      termination. 

    


    8. Death.
      If
      Employee dies during the Term of Employment, the Term of Employment and
      Employee’s employment with Company shall terminate as of the date of Employee’s
      death. Company shall have no obligation to Employee or Employee’s estate for
      Base Compensation or other form of compensation or benefit other than amounts
      accrued through the date of Employee’s death except as otherwise required by law
      or by benefit plans provided at Company expense.

    


    In
      the
      event of the termination of Employee’s employment due to Employee’s death or
      Disability, Employee or Employee’s legal representatives, as the case may be,
      shall be entitled to:

    


    8.1 (A)
      In
      the case of death, unpaid Base Compensation earned or accrued through Employee’s
      date of death and continued Base Compensation at a rate in effect at the time
      of
      death for a period of three months following the month in which such termination
      of employment due to death occurs; or (B) in the case of Disability, unpaid
      Base
      Compensation earned or accrued through Employee’s date of termination and the
      disability benefit available under and only to the extent of any insurance
      maintained;

    


    8.2 any
      performance or special incentive bonus earned but not yet paid;

    


    8.3 any
      other
      compensation and benefits to which Employee or Employee’s legal representatives
      may be entitled under applicable plans, programs and agreements of Company
      to
      the extent permitted under the terms thereof, including, without limitation,
      life insurance and stock options as may have been provided. 

    


    9. Change
      of Control.

    


    (a)
      If
      prior to the expiration of the Employment Period, there is a Change of Control
      (as such term is defined herein) and thereafter any of the following occur:
      

    (i)
      the
      Employee is placed in any position of lesser

    stature
      than that of Chief Scientific Officer of the Company; is assigned duties
      inconsistent with the position of Chief Scientific Officer or duties which,
      if
      performed, would result in a significant change in the nature or scope of
      powers, authority, functions or duties inherent in such position on the date
      hereof; is assigned performance requirements or working conditions which are
      at
      variance with the performance requirements and working conditions in effect
      on
      the date hereof; or is accorded treatment on a general basis that is in
      derogation of his status as a Chief Scientific Officer;

    (ii)
      any
      breach of Paragraphs 4, 5, 6, or 7, inclusive, of this Agreement;
      or

    (iii)
      any
      requirement of the Company that the location at which the Employee performs
      his
      principal duties for the Company be outside a radius of 50 miles from the
      location at which the Employee performed such duties immediately prior to the
      Change of Control, 

    then
      the
      Agreement shall be deemed to have been terminated by the Company otherwise
      than
      by reason of Cause and the Company shall pay to Executive within five days
      after
      notice from Employee to such effect, as liquidated damages, a lump sum cash
      payment equal to 2.99 times the "base amount" of Employee's compensation. For
      purposes hereof, "base amount" shall have the meaning provided in Section 280G
      (b) (2) (A) of the Internal Revenue Code of 1986, as amended, and the Proposed
      Regulations thereunder.

    


    (b)
      For
      the purposes of this Agreement, a Change of Control means

    (i)
      the
      direct or indirect sale, lease, exchange or other transfer of all or
      substantially all (50% or more) of the assets of the Company to any person
      or
      entity or group of persons or entities acting in concert as a partnership or
      other group (a "Group of Persons"),

    (ii)
      the
      merger, consolidation or other business combination of the Company with or
      into
      another corporation with the effect that the shareholders of the Company, as
      the
      case may be, immediately following the merger, consolidation or other business
      combination, hold 50% or less
      of
      the combined voting power of the then outstanding securities of the surviving
      corporation of such merger, consolidation or other business combination
      ordinarily (and apart from rights accruing under special circumstances) having
      the right to vote in the election of directors, 

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    (iii)
      the
      replacement of a majority of the Company's Board in any given year as
      compared

    to
      the
      directors who constituted the Company's Board at the beginning of such year,
      and
      such replacement shall not have been approved by the Company's Board, as the
      case may be, as constituted at the beginning of such year, 

       (iv)
      a
      person or Group of Persons shall, as a result of a tender or exchange offer,
      open market

    purchases,
      privately negotiated purchases or otherwise, have become the beneficial owner
      (within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934,
      as
      amended) of securities of the Company representing 50% or more of the combined
      voting power of the then outstanding securities of such corporation ordinarily
      (and apart from rights accruing under special circumstances) having the right
      to
      vote in the election of directors.

    


    10. Termination
      for Cause.
      Company
      may terminate Employee’s employment relationship with Company at any time for
      Cause. At time of termination, Company shall provide Employee with written
      notice of termination with grounds of termination being set forth sufficiently
      in such notice. Company shall have no obligation to Employee for Base
      Compensation or other form of compensation or benefits, except as otherwise
      required by law, other
      than (a) amounts accrued through the date of termination, and (b) reimbursement
      of appropriately documented expenses incurred by Employee before the termination
      of employment, to the extent that Employee would have been entitled to such
      reimbursement but for the termination of employment. 

    


    11. Company
      Property.
      Employee
      agrees that Employee will not take or retain any Confidential Information (as
      defined below), whether in written, computerized, machine readable, model,
      sample, or other medium or form capable of physical delivery, upon or after
      the
      termination for any reason of Employee’s employment with the Company, without
      the prior written consent of the Company’s Board of Directors or its designated
      officer. Employee also agrees that upon the termination for any reason of
      Employee’s employment with the Company or at any other time that the Company may
      request, Employee shall deliver promptly and return to the Company all such
      documents and materials, along with any other Confidential Information and
      all
      other property of the Company and property relating to the Company’s employees,
      customers and business in Employee’s possession or control.

    


    12. Non-Competition,
      Non-Solicitation, Trade Secrets, etc.

    


    Employee
      hereby acknowledges that, in hiring Employee hereunder, Employer is specifically
      relying upon Employee’s prior and current special knowledge, training and
      education with respect to the operations of Company’s business and other related
      matters, and access to confidential information, trade secrets and business
      and
      professional contacts. In consideration of such special and unique opportunities
      afforded as a result of Employee’s employment, the Employee hereby agrees as
      follows:

    


    12.1 The
      term
“Confidential Information” means information and data not generally known
      outside the Company (unless as a result of a breach of any of the obligations
      imposed by this Agreement) concerning the Company’s businesses and technical
      information, including, without limitation, information relating to: (i)
      information regarding the Company’s clients including without limitation their
      purchasing habits, pricing, needs, credit histories, contact personnel,
      concepts, and other information; (ii) information regarding freelance sources,
      suppliers’ and vendors’ costs, products, discounts, margins, contact personnel
      and other information; (iii) the Company’s Business, trade secrets, processes,
      price lists, financial and marketing data, personnel and compensation
      information, and business plans; (iv) information or data regarding the
      Company’s research, marketing activities, techniques, and processes; and (v) the
      Company’s technical specifications, film, artwork, proof sheets, copy, and
      designs. Confidential Information shall not include information which (i) is
      or
      becomes public knowledge; (ii) is or becomes available to Employee from a source
      other than the Company and without violation of any obligation of
      confidentiality which such source may have; or (iii) is already in Employee’s
      possession with out restriction as to disclosure.

    


    Employee
      acknowledges that Confidential Information is solely the property of the
      Company. Except as otherwise herein provided, Employee agrees that during the
      period of employment, and thereafter, Employee will hold in strictest confidence
      and will not use or disclose to any person or entity without the written
      authorization of the Board, any of the Company’s Confidential Information,
      except as such use or disclosure may be required in connection with Employee’s
      work for the Company or to the extent that such information becomes known in
      the
      public or trade other than as a result of Employee’s actions or failure to act
      or the wrongful actions of any third party. Employee understands that this
      Agreement applies to artwork, computerized and written information and to other
      information, whether or not in written form. The foregoing provisions of this
      Subsection 12.1 shall apply during and after the period when Employee is an
      employee of the Company and shall be in addition to (and not a limitation of)
      any legally applicable protections of Company’s interest in confidential
      information, trade secrets and the like.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

       

    

    12.2 For
      so
      long as Employee remains an employee of the Company and for a period of twenty
      four (24) months after the termination of employment with Company for any
      reason, as such period may be extended as hereinafter set forth (the “Restricted
      Period”), Employee shall not directly or indirectly (i) engage in (as a
      principal, shareholder, partner, director, officer, agent, employee, consultant
      or otherwise) or be financially interested in any business operating in business
      activities which are the same as, similar to or in competition with business
      activities carried on by Company, or being definitely planned
      by Company, at the time of the termination of Employee’s employment; provided,
      however, nothing contained in this Section 12 shall prevent Employee from
      holding for investment no more than five percent (5%) of any class of equity
      securities of a company whose securities are publicly traded on a national
      securities exchange or in a national market system. 

    


    12.3 During
      the Restrictive Period, Employee shall not, on Employee’s own behalf or on
      behalf of any other person or entity, without the express written consent of
      the
      Board, solicit, induce or attempt to solicit or induce: (i) any then current
      employee, representative, supplier, vendor or service provider of the Company
      to
      terminate or modify his, her or its employment or business relationship with
      the
      Company; and (ii) any then current client or prospective client of the Company
      either to terminate or modify its use of the Company’s products or services or
      to provide products or services competitive with the products or services
      offered by the Company. “Current client” shall mean any person or entity for
      which the Company has provided services to or has received payment from during
      the two year period prior to the termination of Employee’s employment.
“Prospective client” shall mean any person or entity with which Employee has had
      contact on behalf of the Company within the two year period prior to the
      termination of Employee’s employment

    


    12.4 Any
      and
      all writings, inventions, improvements, processes, procedures and/or techniques
      which Employee may make, conceive, discover or develop, either solely or jointly
      with any other person or persons, at any time when Employee is an employee
      of
      Company, whether or not during working hours and whether or not at the request
      or upon the suggestion of Company, which relate to or are useful in connection
      with any business now or hereafter carried on or contemplated by Company,
      including developments or expansions of its present fields of operations, shall
      be the sole and exclusive property of Company. Employee shall make full
      disclosure to Company of all such writings, inventions, improvements, processes,
      procedures and techniques, and shall do everything necessary or desirable to
      vest the absolute title thereto in Company. Employee shall write and prepare
      all
      specifications and procedures regarding such inventions, improvements,
      processes, procedures and techniques and otherwise aid and assist Company so
      that Company can prepare and present applications for copyright or Letters
      Patent therefor and can secure such copyright or Letters Patent wherever
      possible, as well as reissues, renewals, and extensions thereof, and can obtain
      the record title to such copyright or patents so that Company shall be the
      sole
      and absolute owner thereof in all countries in which it may desire to have
      copyright or patent protection. Employee shall not be entitled to any additional
      or special compensation or reimbursement regarding any and all such writings,
      inventions, improvements, processes, procedures and techniques.

    


    Attached
      to this Agreement as Exhibit “B” is a list of all writings, inventions,
      improvements, processes, procedures and/or techniques, and works of authorship
      relevant to the subject matter of Employee’s employment by the Company that have
      been made or conceived or first reduced to practice by Employee, alone or
      jointly with others, prior to Employee’s employment by the Company, and that are
      hereby removed from the scope of this Agreement, including this Section 12.4.
      

    


    12.5 Employee
      acknowledges that the restrictions contained in the foregoing Subsections 12.1
      through 12.4, in view of the nature of the business in which Company is engaged,
      are reasonable and necessary in order to protect the legitimate interests of
      Company, the Company’s confidential and proprietary information and its
      permanent and near-permanent relationships with its customers, that their
      enforcement will not impose a hardship on Employee or significantly impair
      Employee’s ability to earn a livelihood, and that any violation thereof would
      result in irreparable injuries to Company. Employee therefore acknowledges
      that,
      in the event of Employee’s violation of any of these restrictions, Company shall
      be entitled to obtain from any court of competent jurisdiction preliminary
      and
      permanent injunctive relief as well as damages and an equitable accounting
      of
      all earnings, profits and other benefits arising from such violation, which
      rights shall be cumulative and in addition to any other rights or remedies
      to
      which Company may be entitled.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

       

    

    12.6 Notwithstanding
      any other provision of this Agreement, nothing in this Agreement shall prohibit
      Employee’s use, subsequent to the expiration of this Agreement, or the
      termination of Employee’s employment with the Company, of Employee’s general
      know-how that Employee acquires or enhances during Employee’s employment with
      the Company, as the term “know-how” is defined under Wisconsin or other
      applicable law.

    


    127 If
      a
      court of competent jurisdiction rules that any restriction of this Section
      12,
      including without limitation the Restricted Area and Restricted Period, is
      overbroad or unreasonable under the circumstances then existing, the court
      shall
      modify or revise such restriction to include the maximum reasonable restriction
      allowed by law. If Employee violates any of the restrictions contained in this
      Section 12, the Restricted Period shall be extended by a period equal to the
      length of time from the commencement of any such violation until such time
      as
      such violation shall be cured by Employee to the satisfaction of Company.
      Company shall have the right and remedy to require Employee to account for
      and
      pay over to Company all compensation, profits, monies, accruals, increments
      or
      other benefits derived or received by Employee as the result of any transactions
      constituting a breach of this Section 12, and Employee shall account for and
      pay
      over such amounts to Company upon Company’s request therefor. Employee hereby
      expressly consents to the jurisdiction of any court within the Restricted Area
      to enforce the provisions of this Section 12, and agrees to accept service
      of
      process by mail relating to any such proceeding. Company may supply a copy
      of
      Section 12 of this Agreement to any future or prospective employer of Employee
      or to any person to whom Employee has supplied information if the Company
      determines in good faith that there is a reasonable likelihood that Employee
      has
      violated or will violate such Section.

    


    13. Conflicts
      of Interest.
      Employee represents to Company: (a) that there are no restrictions, agreements
      or understandings, oral or written, to which Employee is a party or by which
      Employee is bound that prevent or make unlawful Employee’s execution or
      performance of this Agreement; (b) none of the information supplied by Employee
      to Company or any representative of Company or placement agency in connection
      with Employee’s employment by Company misstated a material fact or omitted
      information necessary to make the information supplied not materially
      misleading; and (c) Employee does not have any business or other relationship
      that creates a conflict between the interests of Employee and the
      Company.

    


    14. General
      Terms.

    


    14.1 Binding
      Nature of Agreement. This
      Agreement shall be binding upon Company and shall inure to the benefit of
      Company, its present and future Affiliates, successors and assigns including
      any
      transferee of the business operation, as a going concern, in which Employee
      is
      employed and shall be binding upon Employee, Employee’s heirs and personal
      representatives. None of the rights or obligations of Employee hereunder may
      be
      assigned or delegated, except that in the event of Employee’s death or
      Disability, any rights of Employee hereunder shall be transferred to Employee’s
      estate or personal representative, as the case may be. Any
      entity into which Company is merged or with which Company is consolidated or
      which acquires the business of Company or the business unit in which Employee
      is
      to be principally employed shall be deemed to be a successor of Company for
      purposes hereof.

    


    14.2 Provisions
      Separable.
      The
      provisions of this Agreement are independent of and separable from each other,
      and no provision shall be affected or rendered invalid or unenforceable by
      virtue of the fact that for any reason any other or others of them may be
      invalid or unenforceable in whole or in part.

    


    14.3  Entire
      Agreement.
      This
      Agreement contains the entire understanding among the parties hereto with
      respect to the subject matter hereof, and supersedes all prior and
      contemporaneous agreements and understandings, inducements or conditions,
      express or implied, oral or written, except as herein contained. The express
      terms hereof control and supersede any course of performance and/or usage of
      the
      trade inconsistent with any of the terms hereof. This Agreement may not be
      modified or amended other than by an agreement in writing. Notwithstanding
      the
      foregoing, nothing herein shall limit the application of any generally
      applicable Company policy, practice, plan or the terms of any manual or handbook
      applicable to Company’s employees generally.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

       

    

    14.4 Governing
      Law.
      This
      Agreement shall be governed by the substantive laws of the State of Wisconsin
      regarding contracts made and performed in this State. 

    


    14.5 Deductions
      and Withholding.
      All
      payments to be made to Employee under this Agreement or otherwise related to
      Employee’s employment by the Company are subject to all deductions or
      withholding authorized or required by law. 

    


    IN
      WITNESS WHEREOF, the parties have executed this Agreement on April
      11, 2008
      .

    
       

        
          	
                  Mach One Corporation.

                	 
	 	 	
                  By:

                	 
	 	 	 	
                  Dr. Peter Nash